<PAGE>
Old Westbury
International Fund
----------------------------------
Semiannual Report
April 30, 1995
Bessemer Trust
------------------
Investment Advisor
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
INVESTMENT ADVISOR'S REPORT
May 1995
- - --------------------------------------------------------------------------------
The volatility in international markets referred to in the October 1994
Annual Report continued into the period under review. The devaluation in Mexico
unsettled not only Mexico itself, but also other markets in Latin America. The
impact was also felt in emerging markets in Southeast Asia as adverse sentiment
affected the whole of the emerging market group.
Declines in the months of December and January, particularly in Latin
America were considerable with Mexico, in dollar terms, falling by over 50%. In
the last six weeks of the period ended April 30, 1995, however, there was some
recovery as investors realized that the selling had been overdone and that
markets outside Latin America in particular had no reason to follow the
devaluation example. Despite this recovery, markets are still considerably below
the values seen at the end of October. The market action in the six months was
particularly disappointing as the outlook for corporate profits remains
favorable and valuations in international markets are low. The good recovery
seen over the last six weeks is justified by these fundamentals and we believe
that a good return will be seen over the year as a whole.
PERFORMANCE
The Old Westbury International Fund (the 'Fund') fell by 9.9% in the six
month period ending April 30, 1995. This compares with a rise of 1.2% in the
Morgan Stanley Capital International: Europe, Australia, and Far East Index
('EAFE') over the same period while the International Finance Corporate
Investible Index ('IFCI') which measures the performance of the emerging markets
fell by 23.5%.
PORTFOLIO COMPOSITION
There were few significant changes in the overall asset distribution of the
Fund. The proportion invested in Latin America fell because of the significant
drop in markets referred to above. The amount invested in Europe, on the other
hand, rose as some new money was invested there and market action led to a
higher representation.
The Fund continues to be unrepresented in Japan. Despite the under
performance of that market during the six month period compared with the
performance in other developed world markets, Japan remains overvalued on basic
fundamentals. The recent rise in the Yen has made the country's manufacturing
exports considerably less profitable. It seems that the market will remain dull
unless the Yen reverses its recent rise against the dollar and
1
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
INVESTMENT ADVISOR'S REPORT
May 1995 (Continued)
- - --------------------------------------------------------------------------------
that if such an event happens the loss on the currency is likely to offset the
rise in the market.
Taking a medium term view it is the emerging markets that offer greatest
potential. We believe it is correct to retain the existing above average
weighting in these markets.
CONCLUSION
The recent resumption of inflows into international markets is a reflection
of the improvement in confidence that investors have towards these markets after
a particularly disappointing 15 months. Provided no external shocks intervene,
we believe that valuation levels which are currently at the low end of their
normal range will continue to justify further investment.
2
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
INVESTMENT OUTLOOK
May 1995
- - --------------------------------------------------------------------------------
JAPAN
In the fourth quarter of 1994 the Japanese economic recovery went into
reverse. Personal consumption was initially subdued by the Kobe earthquake and
confidence is likely to have been further undermined by fears about the impact
of the Yen, the instability of the coalition government, and recent incidents
causing concern about a breakdown of law and order. Yen appreciation will cause
a further scaling back of corporate investment plans and combined with a slowing
US economy will reduce export growth. This combination has led to growth
forecasts for 1995 being reduced by up to 2.0%. The level of the Yen and scale
of government action is clearly crucial but growth in 1995 is likely to be
between 1.0% and 2.0%.
Slower economic growth will feed through into lower earnings. Earnings are
likely to rise around 5% by March 1995, 25% by March 1996 and over 25% by March
1997. Following the recent substantial fall in the market this puts the market
at a P/E Ratio of 48.5 times March 1997 earnings. Although the market now is a
better value than for some time we still find overall values less than
compelling. Individual stocks might become attractive if the fall continues.
PACIFIC BASIN
The Australian and New Zealand economies are responding to the steady rise
in interest rates in both countries in 1994 and 1995 and are beginning to slow
down. Real GDP which is likely to exceed 5.0% in the year to June 1995 should
slow to around 3.0% in the year to June 1996.
The trade deficit in Australia is causing some concern but with the economy
slowing the worst of the deterioration should be over and the currency should be
reasonably stable from here. Continuing productivity and volume improvements
should result in earnings growing around 15% per annum for the next two years.
This puts New Zealand on 11.5 times and Australia on 10.5 times June 1996
earnings which we find very attractive.
The Hong Kong economy continues to grow steadily. Real GDP looks set to
rise around 5.5% in 1995 and 1996 fueled by capital spending now that China has
approved the airport and railway projects. Real GNP, reflecting the benefits of
China investments, is certainly rising faster than this. Trade with China has
moderated with the slowdown in the Chinese economy. With earnings likely to grow
13% in 1995 and 1996 the Hong
3
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
INVESTMENT OUTLOOK
May 1995 (Continued)
- - --------------------------------------------------------------------------------
Kong market is selling on 9.8 times 1996 earnings which we continue to find
attractive. In the rest of the Pacific Rim the Indonesian, Philippine and Thai
markets have lagged in the recovery phase. We believe that these markets provide
good opportunities and we have added to our holdings.
EUROPE
Economic growth in Europe continues to recover. Corporate profits have in
many cases exceeded expectations and markets have improved as a result. Looking
ahead, we believe that the UK and French markets, now that the election is over,
should provide the best opportunities among the larger markets while Spain,
Finland and Ireland seem to have the best prospects elsewhere. Eastern European
markets have recently shown some recovery with Turkey being a particularly
impressive performer. This market has recovered all the ground lost following
devaluation in the early part of 1994 and our holdings there have shown very
good returns. In addition we believe that investors will return to the Polish
market which we consider to be attractive.
LATIN AMERICA
Not only Mexico but all Latin American markets were very badly hit by the
Mexican devaluation and share prices fell sharply, exacerbated in the case of
Mexico by a significant reduction in the value of the Peso. Some recovery has
recently been seen as the austerity measures in Mexico seem to be having an
effect and confidence is starting to return. Although the markets are now
significantly above their lows they still have much ground to make up before
values at the start of the period are regained. We have maintained our stake in
these markets on the basis that, provided no further shocks are seen, valuations
should continue to improve from the current very depressed levels.
4
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
INVESTMENT OUTLOOK
May 1995 (Continued)
- - --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
PORTFOLIO ALLOCATION AT
EAFE ------------------------
GEOGRAPHICAL AREA INDEX 10/31/94 4/30/95
- - ------------------------------ --------- ----------- -----------
<S> <C> <C> <C>
Japan......................... 44.5% -- --
Australia..................... 2.6 9.2% 10.3%
Hong Kong..................... 2.8 10.5 9.1
Rest of Asia.................. 3.7 17.5 19.3
UK............................ 15.9 9.0 10.9
France........................ 6.1 5.2 6.3
Germany....................... 6.6 -- --
Italy......................... 2.2 2.3 2.6
Netherlands................... 3.8 2.5 3.6
Switzerland................... 4.9 2.4 2.8
Spain......................... 1.6 3.1 3.0
Rest of Europe................ 5.3 9.9 11.7
Latin America................. -- 16.0 14.9
South Africa.................. -- 4.6 4.7
Canada........................ -- 2.5 3.0
Other assets and liabilities,
net*........................ -- 5.3 (2.2)
--------- ----------- -----------
100.0% 100.0% 100.0%
--------- ----------- -----------
--------- ----------- -----------
<FN>
- - ------------------
* Includes cash, unrealized gains/losses on forward foreign currency contracts,
pending trades and fund share transactions, interest and dividends receivable
and accrued expenses payable.
</TABLE>
5
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
PORTFOLIO OF INVESTMENTS
April 30, 1995 (unaudited)
- - --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
VALUE
SHARES SECURITY (NOTE 1)
- - ------------- ----------------------------------------------- --------------
<S> <C> <C>
COMMON & PREFERRED STOCKS--100.4%
ARGENTINA--3.4%
69,868 Banco De Galicia Y Buenos Aires (Banks) $ 286,459
60,738 Capex (Utilities) 455,535
52,000 Central Puerto--Class 'B' (Utilities) 208,000
175,624 Perez Companc--Class 'B' (Energy) 716,545
272,100 Telefonica De Argentina ORD--Class 'B'
(Services) 639,435
39,770 YPF Sociedad Anonima--Class 'D' (Energy) 815,285
--------------
TOTAL ARGENTINA 3,121,259
--------------
AUSTRALIA--10.3%
158,100 Amcor Ltd. (Consumer Goods) 1,163,980
104,069 Lend Lease Corporation Ltd.
(Financial Services & Property) 1,329,471
266,600 National Australia Bank Ltd. (Banks) 2,304,144
185,677 News Corporation Ltd. (Services) 902,334
80,339 News Corporation Ltd. Preferred (Services) 354,769
563,089 Pioneer International Ltd. (Materials) 1,368,214
38,000 Techniche Ltd. (Electronics & Electrical Equipment) 93,164
329,835 Western Mining Corporation (Materials) 1,866,850
--------------
TOTAL AUSTRALIA 9,382,926
--------------
BRAZIL--2.2%
27,190,552 Banco Nacional Preferred (Banks) 501,660
17,000 Companian Energetica De Sao Paulo ADR (Utilities) 199,750
1,020 Companian Energetica De Sao Paulo--Restricted ADR
(Utilities) 11,985
35,343 Telebras Preferred (1,000 Shares) (Services) 1,257,837
--------------
TOTAL BRAZIL 1,971,232
--------------
CANADA--3.0%
36,182 Canadian Imperial Bank of Commerce (Banks) 904,083
78,533 Laidlaw Transportation--Class 'B' (Services) 709,618
64,730 MacMillan Bloedel Ltd. (Materials) 847,502
10,528 Renaissance Energy Ltd. (Energy) 238,796
--------------
TOTAL CANADA 2,699,999
--------------
</TABLE>
6
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
PORTFOLIO OF INVESTMENTS
April 30, 1995 (unaudited) (Continued)
- - --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
VALUE
SHARES SECURITY (NOTE 1)
- - ------------- ------------------------------------------------------ --------------
<S> <C> <C>
CHINA--0.1%
1,200 China Southern Glass (Materials) $ 691
6,500 Dazhong Taxi (Services) 4,550
7,800 Jin Qiao Export
(Financial Services & Property) 3,900
--------------
TOTAL CHINA 9,141
--------------
COLOMBIA--1.1%
78,209 Cementos Diamante--Ordinary Shares (Materials) 471,782
51,600 Nacional De Chocolates (Consumer Goods) 502,140
--------------
TOTAL COLOMBIA 973,922
--------------
EASTERN EUROPE--0.2%
60,000 First N.I.S. Regional Fund (Mutual Fund) 210,000
--------------
ECUADOR--0.3%
1,282,504 Banco Popular (Banks) 310,831
--------------
FINLAND--1.8%
14,700 Metra--Class 'B' (Capital Goods) 596,762
11,300 Metsa Serla (Materials) 494,533
25,600 Repola Oy Sedol (Capital Goods) 514,823
--------------
TOTAL FINLAND 1,606,118
--------------
FRANCE--5.3%
3,578 Accor (Services) 410,161
2,800 Christian Dior (Consumer Goods) 250,065
12,005 Elf Aquitaine Societe Nationale (Energy) 958,204
9,471 Lafarge Coppee (Materials) 737,244
13,444 Schneider (Capital Goods) 1,032,346
7,519 Television Francais 1 (Services) 686,185
13,225 Valeo (Consumer Goods) 752,642
--------------
TOTAL FRANCE 4,826,847
--------------
HONG KONG--9.1%
996,768 ASM Pacific Technology Ltd.
(Electronics & Electrical Equipment) 669,577
300,300 Citic Pacific Ltd. (Diversified) 735,136
</TABLE>
7
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
PORTFOLIO OF INVESTMENTS
April 30, 1995 (unaudited) (Continued)
- - --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
VALUE
SHARES SECURITY (NOTE 1)
- - ------------- ------------------------------------------------------ --------------
<S> <C> <C>
HONG KONG (Continued)
422,182 Dairy Farm International Ltd.
(Consumer Goods) $ 447,513
1,454,730 Guangdong Investment Ltd. (Diversified) 671,833
324,998 Hong Kong Land Holdings Ltd. (Financial Services &
Property) 610,996
173,769 HSBC Holdings Ltd. (Banks) 2,014,697
1,489,000 M.C. Pakaging A.K. Ltd. (Capital Goods) 519,351
393,649 Swire Pacific Ltd.--Class 'A' (Diversified) 2,631,615
--------------
TOTAL HONG KONG 8,300,718
--------------
INDIA--1.9%
38,100 Indian Rayon Industries GDR (Materials) 571,500
102,700 Mahindra & Mahindra GDR (Capital Goods) 1,142,538
--------------
TOTAL INDIA 1,714,038
--------------
INDONESIA--3.9%
252,015 Indofood Sukses Makmur (Consumer Goods) 891,989
18,300 Indonesia Satellite Corporate ADR's (Services) 663,375
331,658 Lippo Bank (Banks) 475,495
100,560 Mayora Indah (Consumer Goods) 360,430
4,022 Mayora Indah--New Shares (Consumer Goods) 14,417
109,000 Semen Gresik (Materials) 498,118
122,000 Tigaraksa Satria (Consumer Goods) 314,292
226,000 Trias Sentosa (Materials) 318,952
--------------
TOTAL INDONESIA 3,537,068
--------------
IRELAND--4.0%
190,199 Allied Irish Banks (Banks) 892,208
110,500 Cement Roadstone Holdings (Materials) 676,879
164,456 Smurfit (Jefferson) Group (Materials) 986,184
1,225,350 Waterford Wedgwood (Consumer Goods) 1,046,890
--------------
TOTAL IRELAND 3,602,161
--------------
</TABLE>
8
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
PORTFOLIO OF INVESTMENTS
April 30, 1995 (unaudited) (Continued)
- - --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
VALUE
SHARES SECURITY (NOTE 1)
- - ------------- ------------------------------------------------------ --------------
<S> <C> <C>
ITALY--2.6%
363,800 Fiat Preferred (Consumer Goods) $ 940,922
698,100 Montedison (Materials) 511,579
308,100 Stet (Services) 876,418
--------------
TOTAL ITALY 2,328,919
--------------
KOREA--0.6%
14,000 Korea Electric Power (Energy) 512,397
--------------
MALAYSIA--0.1%
813 Malaysian International Shipping (Services) 2,108
--------------
MEXICO--5.3%
334,189 Cementos Astsk--Class 'B' (Materials) 1,084,838
40 Controladora De Valores (Consumer Goods) 9
37,500 Empresas Ica Sociedad Controladora (Materials) 318,336
1,755,000 Grupo Financiero Bancomer--Class 'C' (Banks) 527,394
1,032,414 Grupo Situr (Consumer Goods) 489,038
5,408 Grupo Situr New--Class 'B' (Consumer Goods) 2,562
90,418 Nadro--Class 'L' (Health Care) 283,995
556,173 Soriana--Class 'B' (Consumer Goods) 651,544
810,350 Telmex--Class 'L' (Services) 1,243,729
55,800 Vitro--Ordinary Shares (Materials) 188,526
--------------
TOTAL MEXICO 4,789,971
--------------
NETHERLANDS--3.6%
21,160 ABN Amro Holdings (Banks) 814,161
29,690 IHC Caland (Consumer Goods) 811,328
20,900 K.L.M. NLG 20 (Services) 635,782
11,865 Wolters Kluwer (Consumer Goods) 965,809
--------------
TOTAL NETHERLANDS 3,227,080
--------------
</TABLE>
9
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
PORTFOLIO OF INVESTMENTS
April 30, 1995 (unaudited) (Continued)
- - --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
VALUE
SHARES SECURITY (NOTE 1)
- - ------------- ------------------------------------------------------ --------------
<S> <C> <C>
NEW ZEALAND--2.6%
299,360 Carter Holt Harvey Ltd. (Diversified) $ 760,649
512,246 Lion Nathan Ltd. (Consumer Goods) 1,115,635
115,000 New Zealand Telecommunications (Services) 483,143
--------------
TOTAL NEW ZEALAND 2,359,427
--------------
PERU--2.2%
274,638 Backus and Johnson--Class 'T'
(Consumer Goods) 665,158
32,140 Cementos Lima--Class 'C' (Materials) 690,967
60,096 Minsur--Class 'T' (Materials) 696,921
--------------
TOTAL PERU 2,053,046
--------------
PHILIPPINES--4.4%
116,300 Bacnotan Consolidated Industries--Class 'B'
(Materials) 739,480
878,000 J.G. Summit (Diversified) 277,441
104,000 Jardine Davies Inc. (Diversified) 601,156
18,340 Philippine Long Distance Telephone (Services) 1,151,992
73,734 Philippine National Bank (Banks) 701,820
4,124,000 Robinson Land Corporation--Class 'B'
(Financial Services & Property) 520,466
--------------
TOTAL PHILIPPINES 3,992,355
--------------
POLAND--1.8%
134,202 Elektrim (Capital Goods) 513,152
207,410 Mostostal Export (Capital Goods) 1,165,520
--------------
TOTAL POLAND 1,678,672
--------------
SINGAPORE--2.6%
197,120 City Developments (Financial Services
& Property) 1,159,945
114,769 Oversea Chinese Bank--Class 'F' (Banks) 1,251,876
--------------
TOTAL SINGAPORE 2,411,821
--------------
SOUTH AFRICA--4.6%
191,700 East Rand Property Mines (Materials) 215,944
123,631 Free State Consolidated Gold Mines Ltd. (Materials) 1,512,275
</TABLE>
10
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
PORTFOLIO OF INVESTMENTS
April 30, 1995 (unaudited) (Continued)
- - --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
VALUE
SHARES SECURITY (NOTE 1)
- - ------------- ------------------------------------------------------ --------------
<S> <C> <C>
SOUTH AFRICA (Continued)
901,785 Iron and Steel Corporation of South Africa (Materials) $ 1,119,285
77,121 Sasol (Energy) 688,105
33,600 South African Pulp and Paper Industries (Materials) 694,292
166 Vaal Reefs Exploration and Mining
Company Ltd. (Materials) 10,554
--------------
TOTAL SOUTH AFRICA 4,240,455
--------------
SPAIN--3.0%
49,192 Aumar (Services) 560,087
24,914 Repsol (Energy) 791,433
82,600 Telefonica De Espanol (Services) 1,007,399
25,035 Vallehermoso (Financial Services & Property) 430,099
--------------
TOTAL SPAIN 2,789,018
--------------
SWITZERLAND--2.8%
5,430 S.M.H. Neuchatel (Consumer Goods) 626,539
6,175 Swiss Bank Corporation--Registered (Banks) 1,028,267
1,460 Sulzer--Registered (Capital Goods) 880,594
--------------
TOTAL SWITZERLAND 2,535,400
--------------
THAILAND--2.4%
36,000 Alphatec Electronics
(Electronics & Electrical Equipment) 565,568
403,400 Bangkok Metropolitan Bank (Banks) 394,042
19,382 Bumrungrad Hospital (Services) 43,387
158,715 Nation Publishing Group (Consumer Goods) 190,561
115,000 Thai Farmers Bank FS (Banks) 1,001,627
--------------
TOTAL THAILAND 2,195,185
--------------
TURKEY--4.0%
3,024,000 AK Bank (Banks) 818,259
1,777,803 Arcelik (Consumer Goods) 491,510
5,738,685 NETAS (Consumer Goods) 2,295,474
--------------
TOTAL TURKEY 3,605,243
--------------
</TABLE>
11
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
PORTFOLIO OF INVESTMENTS
April 30, 1995 (unaudited) (Continued)
- - --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
VALUE
SHARES SECURITY (NOTE 1)
- - ------------- ------------------------------------------------------ --------------
<S> <C> <C>
UNITED KINGDOM--10.9%
158,000 Albright & Wilson ORD (Materials) $ 440,624
120,950 B A T Industries ORD (Consumer Goods) 920,265
22,999 British Gas Corporation PLC (Energy) 111,223
169,210 Cable & Wireless PLC
(Electronics & Electrical Equipment) 1,093,794
74,607 Carlton Communications PLC
(Electronics & Electrical Equipment) 1,136,518
38,500 General Cable ORD (Services) 110,470
135,080 Grand Metropolitan PLC (Consumer Goods) 869,907
311,985 Mirror Group Newspaper PLC (Consumer Goods) 673,913
116,000 Penninsula & Oriental DFD (Diversified) 1,082,684
239,942 Royal Insurance Holdings PLC
(Financial Services & Property) 1,164,227
102,767 Siebe PLC (Diversified) 934,325
90,158 The Boots Company PLC (Health Care) 738,300
120,058 The General Electric Company PLC
(Capital Goods) 590,277
--------------
TOTAL UNITED KINGDOM 9,866,527
--------------
VENEZUELA--0.3%
304,193 Electricidad De Caracas (Energy) 315,261
--------------
TOTAL COMMON & PREFERRED STOCKS 91,169,145
--------------
</TABLE>
<TABLE>
<CAPTION>
CONVERTIBLE BONDS--0.8%
PRINCIPAL
AMOUNT
- - -----------
<S> <C> <C>
INDIA
$920,000 Sterlite Industries, 3 1/2%, 06/30/99 (Capital Goods) 770,500
--------------
</TABLE>
12
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
PORTFOLIO OF INVESTMENTS
April 30, 1995 (unaudited) (Continued)
- - --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
VALUE
SHARES SECURITY (NOTE 1)
- - ------------- ------------------------------------------------------ --------------
<S> <C> <C>
WARRANTS--1.0%
FRANCE
46,292 Christian Dior 6/30/98*
(Consumer Goods) $ 459,157
4,006 Pinault au Printemps Redoute, 8/2/96* (Consumer Goods) 412,813
--------------
TOTAL FRANCE 871,970
--------------
TOTAL WARRANTS 871,970
--------------
TOTAL INVESTMENTS--102.2%
(Identified cost $95,240,587)(a) 92,811,615
CASH AND OTHER ASSETS NET OF
LIABILITIES--(2.2)% (1,995,725)
--------------
NET ASSETS--100.0% $ 90,815,890
--------------
--------------
<FN>
- - ------------------
* Non-income producing security.
(a) The aggregate cost for federal income tax purposes at April 30, 1995 was
$95,240,587. The aggregate gross unrealized appreciation is $8,400,532 and
the aggregate gross unrealized depreciation is $10,829,504, resulting in
net unrealized depreciation of $2,428,972.
ADR: American Depositary Receipts.
GDR: Global Depositary Receipts.
ORD: Ordinary Shares.
</TABLE>
See Notes to Financial Statements.
13
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
STATEMENT OF ASSETS AND LIABILITIES
April 30, 1995 (unaudited)
- - --------------------------------------------------------------------------------
<TABLE>
<S> <C>
ASSETS:
Investment in securities, at value
(Cost $95,240,587)............................................. $92,811,615
Cash.............................................................. 1,966,913
Receivable for:
Investment securities sold.................................. 347,482
Dividends................................................... 210,970
Interest.................................................... 45,469
Other....................................................... 113,870
Deferred organization expense..................................... 64,636
-----------
Total assets................................................ 95,560,955
-----------
LIABILITIES:
Net unrealized depreciation on foreign currency contracts sold.... 2,281,658
Payable for investment securities purchased....................... 2,326,093
Payable for Fund shares redeemed.................................. 36,126
Accrued expenses.................................................. 101,188
-----------
Total liabilities........................................... 4,745,065
-----------
NET ASSETS.......................................................... $90,815,890
-----------
-----------
Net assets consist of:
Paid-in capital................................................... $99,093,676
Undistributed net investment income............................... 354,080
Accumulated net realized loss on investments and foreign currency
transactions................................................... (3,928,996)
Net unrealized depreciation on investments and foreign currency
translations................................................... (4,702,870)
-----------
NET ASSETS.......................................................... $90,815,890
-----------
-----------
NET ASSET VALUE AND REDEMPTION PRICE PER SHARE
($90,815,890/9,483,881 SHARES).................................. $ 9.58
------
------
OFFERING PRICE PER SHARE ($9.58/.955)............................... $10.03
------
------
</TABLE>
See Notes to Financial Statements.
14
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
STATEMENT OF OPERATIONS
For the six months ended April 30, 1995 (unaudited)
- - --------------------------------------------------------------------------------
<TABLE>
<S> <C> <C>
INVESTMENT INCOME:
INCOME:
Dividends (net of foreign withholding
tax of $133,883).............................. $ 1,029,369
Interest......................................... 103,411
-----------
Total income............................... $ 1,132,780
------------
EXPENSES:
Investment advisory.............................. 355,644
Shareholder servicing............................ 108,871
Custody.......................................... 88,932
Administration................................... 66,699
Audit............................................ 18,500
Transfer agent................................... 16,856
Legal............................................ 13,213
Printing and postage............................. 12,215
Amortization of organization expense............. 11,936
Registration..................................... 9,343
Directors........................................ 6,250
Distribution..................................... 3,044
Miscellaneous.................................... 8,118
-----------
Total expenses............................. 719,621
-----------
Less fees waived by Administrator................ (84)
Less fees waived by Advisor...................... (52,546)
-----------
Net expenses............................... 666,991
------------
NET INVESTMENT INCOME.............................. 465,789
------------
NET REALIZED AND UNREALIZED LOSS:
NET REALIZED LOSS ON:
Investments................................... (1,482,337)
Foreign currency transactions................. (686,907) (2,169,244)
----------- ------------
NET CHANGE IN UNREALIZED
DEPRECIATION ON:
Investments................................... (8,581,041)
Translations of assets and liabilities in
foreign currencies and foreign currency
contracts.................................. (440,144) (9,021,185)
----------- ------------
NET REALIZED AND UNREALIZED LOSS................... (11,190,429)
------------
NET DECREASE IN NET ASSETS RESULTING FROM
OPERATIONS....................................... $(10,724,640)
------------
------------
</TABLE>
See Notes to Financial Statements.
15
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
STATEMENT OF CHANGES IN NET ASSETS
- - --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
SIX MONTHS ENDED FISCAL YEAR
APRIL 30, 1995 ENDED
(UNAUDITED) OCTOBER 31, 1994
--------------- ----------------
<S> <C> <C>
INCREASE (DECREASE) IN NET ASSETS:
FROM OPERATIONS:
Net investment income......................... $ 465,789 $ 642,716
Net realized loss on investments and foreign
currency transactions...................... (2,169,244) (1,758,572)
Net change in unrealized appreciation
(depreciation) on investments and foreign
currency translations...................... (9,021,185) 4,164,535
------------ ------------
Net increase (decrease) in net assets from
operations................................. (10,724,640) 3,048,679
------------ ------------
DIVIDENDS TO SHAREHOLDERS:
From net investment income.................... (755,605) --
------------ ------------
FROM CAPITAL STOCK TRANSACTIONS:
Net proceeds from sales of capital stock...... 9,537,828 92,332,258
Reinvestment of dividends..................... 751,802 --
Net cost of capital stock redeemed............ (12,522,315) (2,808,785)
------------ ------------
Net increase (decrease) in net assets
resulting from capital stock
transactions............................... (2,232,685) 89,523,473
------------ ------------
NET INCREASE (DECREASE) IN
NET ASSETS................................. (13,712,930) 92,572,152
NET ASSETS:
Beginning of period........................... 104,528,820 11,956,668
------------ ------------
End of period (including undistributed net
investment income of $354,080 and $643,896,
respectively).............................. $ 90,815,890 $104,528,820
------------ ------------
------------ ------------
</TABLE>
See Notes to Financial Statements.
16
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
FINANCIAL HIGHLIGHTS
- - --------------------------------------------------------------------------------
Selected per share data for a share outstanding throughout each period
and ratios/supplemental data
<TABLE>
<CAPTION>
OCTOBER 22,
1993
(COMMENCEMENT
SIX MONTHS FISCAL YEAR OF
ENDED APRIL ENDED OPERATIONS)
30, 1995 OCTOBER 31, TO OCTOBER
(UNAUDITED) 1994 31, 1993
----------- ----------- -------------
<S> <C> <C> <C>
Net asset value, beginning of period... $10.81 $10.14 $10.00
Income from investment operations:
Net investment income................ 0.05 0.07 --
Net realized and unrealized gain
(loss) on investments and foreign
currencies........................ (1.20) 0.60 0.14
------ ------ ------
Total from investment operations..... (1.15) 0.67 0.14
------ ------ ------
Dividends to shareholders:
From net investment income........... (0.08) -- --
------ ------ ------
Net asset value, end of period....... $9.58 $10.81 $10.14
------ ------ ------
------ ------ ------
Total return*.......................... (10.6%) 6.6% 1.4%
Ratios/Supplemental data:
Net assets, end of period
(in 000's)........................ $90,816 $104,529 $11,957
Ratio of expenses to average net
assets before waiver of
expenses.......................... 1.62%** 1.70% 2.50%**+
Ratio of expenses to average net
assets............................ 1.50%** 1.50% 1.50%**
Ratio of net investment income (loss)
to average net assets............. 1.05%** 0.90% (0.91%)**
Portfolio turnover rate.............. 19% 23% 0%
<FN>
- - ------------------
* Total return is calculated without a sales charge assuming a purchase of
shares on the first day and a sale on the last day of the period. Total
return figures are not annualized.
** Annualized.
+ The calculation takes state expense limitations into consideration.
</TABLE>
See Notes to Financial Statements.
17
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
NOTES TO FINANCIAL STATEMENTS
April 30, 1995 (unaudited)
- - --------------------------------------------------------------------------------
1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES. Old Westbury International
Fund (the 'Portfolio') is a separate series of Old Westbury Funds, Inc. (the
'Fund'), a Maryland corporation registered under the Investment Company Act of
1940 (the 'Act'), as a diversified, open-end management investment company. The
Fund's Articles of Incorporation permit the Directors to create an unlimited
number of series, each of which is a separate class of shares. At April 30,
1995, the Portfolio was the only series of the Fund. The Fund was incorporated
under the laws of the state of Maryland on August 26, 1993 and commenced
operations on October 22, 1993.
The following is a summary of the significant accounting policies followed
by the Portfolio:
A. VALUATION OF INVESTMENTS. Securities listed on an exchange are valued,
except as indicated below, at the last sale price reflected at the close of the
regular trading session of the exchange on the business day as of which such
value is being determined. If there has been no sale on such day, the securities
are valued at the mean of the closing bid and asked prices. If no bid or asked
prices are quoted, then the security is valued by such method as the Board of
Directors shall determine in good faith to reflect its fair market value.
Portfolio securities traded on more than one national securities exchange are
valued at the last sale price on the business day as of which such value is
being determined as reflected on the tape at the close of the exchange
representing the principal market for such securities.
Securities traded in the over-the-counter market, including listed
securities whose primary market is believed by Bessemer Trust Company, N.A.
('Bessemer'), the Portfolio's investment advisor (the 'Advisor'), to be
over-the-counter, are valued at the mean of the last reported bid and asked
prices from such sources as the Board of Directors deems appropriate to reflect
their fair value.
Debt instruments having 60 days or less remaining until maturity are valued
at amortized cost. Debt instruments having a greater remaining maturity will be
valued at the highest bid price obtained from a dealer maintaining an active
market in that security or on the basis of prices obtained from a pricing
service approved as reliable by the Board of Directors. All other investment
assets, including restricted and not readily marketable securities, are valued
under procedures established by and under
18
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
NOTES TO FINANCIAL STATEMENTS
April 30, 1995 (unaudited) (Continued)
- - --------------------------------------------------------------------------------
the general supervision and responsibility of the Board of Directors designed to
reflect in good faith the fair value of such securities.
B. FOREIGN CURRENCY TRANSLATION. The books and records of the Fund are
maintained in United States dollars. Foreign currency amounts are translated
into United States dollars on the following basis:
(i) value of investment securities, other assets and liabilities--at
the current rates of exchange.
(ii) purchases and sales of investment securities, income and
expenses--at the rates of exchange prevailing on the respective dates of
such translations.
Although the net assets of the Fund are presented at the foreign exchange
rates and values at the close of the period, the Fund does not isolate that
portion of the results of operations arising as a result of changes in the
foreign exchange rates from the fluctuations arising from changes in the value
of securities held at the end of the period. Similarly, the Fund does not
isolate the effect of changes in foreign exchange rates from the fluctuations
arising from changes in the value of portfolio securities sold during the
period.
Foreign security and currency transactions may involve certain
considerations and risks not typically associated with those of U.S. companies
as a result of, among other factors, the level of governmental supervision and
regulation of foreign securities markets and the possibility of political and
economic instability.
C. FORWARD FOREIGN CURRENCY CONTRACTS. The Fund enters into forward foreign
currency contracts in order to hedge its exposure to changes in foreign currency
exchange rates on its foreign portfolio holdings. A forward foreign currency
contract is a commitment to purchase or sell a foreign currency at a future date
at a negotiated forward rate. Risks may arise upon entering into these contracts
from the potential inability of the counterparties to meet the terms of their
contracts.
19
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
NOTES TO FINANCIAL STATEMENTS
April 30, 1995 (unaudited) (Continued)
- - --------------------------------------------------------------------------------
Forward foreign currency contracts open at April 30, 1995:
<TABLE>
<CAPTION>
FORWARD DELIVER UNREALIZED
CONTRACTS SALE DATE VALUE PROCEEDS DEPRECIATION
- - ---------- ---------- ------- ----------- ----------- ------------
<S> <C> <C> <C> <C> <C>
5,494,956 ECU....... 6/30/95 $ 7,270,926 $ 6,700,000 $ (570,926)
13,338,177 ECU....... 6/30/95 17,649,076 16,053,830 (1,595,246)
1,826,593 ECU....... 1/26/96 2,415,486 2,300,000 (115,486)
----------- ----------- -----------
$27,335,488 $25,053,830 $(2,281,658)
----------- ----------- -----------
----------- ----------- -----------
<FN>
- - ------------------
ECU: European Currency Units.
</TABLE>
D. SECURITY TRANSACTIONS AND RELATED INVESTMENT INCOME. Security
transactions are accounted for on the trade date. Realized gains and losses on
security transactions are determined on the identified cost method. Dividend
income and other distributions from portfolio securities are recorded on the
ex-dividend date except that, if the ex-dividend date has passed, certain
dividends from foreign securities are recorded as soon as the Portfolio is
informed of the ex-dividend date. Dividend income is recorded net of foreign
taxes withheld where recovery of such taxes is not assured. Interest income is
accrued daily.
E. REPURCHASE AGREEMENTS. The Portfolio will require that the value of
securities underlying repurchase agreements, together with any other collateral
held by the Portfolio, always equals or exceeds the amount of the repurchase
obligations of the vendor. If the seller defaults and the value of the
collateral declines or if bankruptcy proceedings are commenced, with respect to
the seller of the securities, realization of the collateral by the Fund may be
delayed or limited.
F. DEFERRED ORGANIZATION EXPENSES. Expenses incurred by the Fund in
connection with its organization and the initial public offering of the
Portfolio's shares are being amortized on a straight-line basis over a five-year
period. The amount paid by the Portfolio on any redemption of the Portfolio's
initial shares will be reduced by the pro rata portion of any unamortized
organization expense which the number of the initial shares redeemed bears to
the total number of initial shares outstanding immediately prior to such
redemption.
G. FEDERAL TAXES. It is the Portfolio's policy to comply with the
requirements of the Internal Revenue Code applicable to regulated investment
companies and to distribute all of its taxable income to its
20
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
NOTES TO FINANCIAL STATEMENTS
April 30, 1995 (unaudited) (Continued)
- - --------------------------------------------------------------------------------
shareholders. Accordingly, no federal income or excise tax provision is
required.
H. DIVIDENDS AND CAPITAL GAINS DISTRIBUTIONS. The Portfolio anticipates
paying income dividends on at least an annual basis. Capital gains
distributions, if any, will be made on an annual basis. The treatment for
financial statement purposes of distributions made during the year from net
investment income or net realized gains may differ from their ultimate treatment
for federal income tax purposes. These differences are caused primarily by:
differences in the timing of the recognition of certain components of income,
expense, and capital gain; and the recharacterization of foreign exchange gains
or losses to either ordinary income or realized capital gain for federal income
tax purposes. Where such differences are permanent in nature, they are
reclassified in the components of net assets based on their characterization for
federal income tax purposes. Any such reclassifications will have no effect on
net assets, results of operations or net asset value per share of the Fund.
2. TRANSACTIONS WITH AFFILIATES.
A. INVESTMENT ADVISORY FEES. Pursuant to an advisory contract, dated
October 12, 1993, the Fund has retained Bessemer to make investment decisions
for the Portfolio. The investment advisory fee paid to the Advisor is computed
daily and paid monthly in accordance with the following schedule: 0.80% of the
first $100 million of the Portfolio's average net assets, 0.75% of the second
$100 million of such assets and 0.70% of such assets exceeding $200 million. For
the six months ended April 30, 1995, the Portfolio accrued $355,644 in advisory
fees to Bessemer, of which $52,546 was waived.
B. ADMINISTRATION FEES. The Fund has retained Signature Broker-Dealer
Services, Inc. ('Signature') to serve as administrator, distributor and
shareholder servicing agent. Signature provides administrative services
necessary for the overall administration of the Fund including, among other
responsibilities, the negotiation of contracts and fees with, and the monitoring
of performance and billings of, the independent contractors and agents of the
Fund; the preparation and filing of all documents required for compliance by the
Portfolio with applicable laws and regulations; providing equipment and
personnel necessary for maintaining the organization of the Fund; preparation of
certain documents in connection with meetings of the Board of Directors and
shareholders; the maintenance of books and records
21
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
NOTES TO FINANCIAL STATEMENTS
April 30, 1995 (unaudited) (Continued)
- - --------------------------------------------------------------------------------
of the Portfolio; and paying the compensation of the Fund's officers and
Directors affiliated with Signature. For providing these services, Signature
receives from the Portfolio a fee accrued daily and paid monthly at an annual
rate equal to 0.15% of the average daily net assets of the Portfolio up to $100
million; 0.10% of such assets from $100 million to $250 million; and 0.05% of
such assets over $250 million. For the six months ended April 30, 1995, the
Portfolio accrued $66,699 for administrative services, of which $84 was waived.
C. DISTRIBUTION AND SERVICE PLAN AND DISTRIBUTION REIMBURSEMENT FEES. The
Directors have adopted a distribution and service plan (the 'Plan') for the
Portfolio pursuant to Rule 12b-1 of the Act, and pursuant to the Plan, the
Portfolio has entered into a distribution agreement and a shareholder servicing
agreement with Signature and a shareholder servicing agreement with Bessemer.
Under its shareholder servicing agreement, Signature is permitted to receive
payments from the Portfolio to permit it to make payments to broker-dealers for
providing shareholder services. Under its shareholder servicing agreement,
Bessemer is permitted (i) to receive a payment from the Portfolio attributable
to Bessemer's clients (and its affiliates) for providing shareholder services to
such clients and (ii) to receive payments to permit it to make payments to other
financial institutions as shareholder servicing agents. The total of shareholder
servicing fees in the aggregate payable to Signature and Bessemer will not
exceed 0.25% per annum of the Portfolio's average daily net assets. For the six
months ended April 30, 1995, the Portfolio accrued $108,871 for shareholder
servicing fees.
The distribution agreement with Signature provides for reimbursement to
Signature by the Portfolio for its distribution, promotional and advertising
costs incurred in connection with the distribution of the Portfolio's shares in
an amount not to exceed 0.10% per annum of the Portfolio's average daily net
assets. For the six months ended April 30, 1995, the Fund paid $4,044.
In addition, the Portfolio will pay for certain other expenses under the
Plan. These expenses shall not exceed an amount equal to 0.05% per annum of the
Portfolio's average daily net assets. For the six months ended April 30, 1995,
the Fund paid $1,700.
D. DIRECTORS' FEES. Each Director who is not an 'interested person' (as
defined in the Act) of the Fund receives a $5,000 annual retainer and
22
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
NOTES TO FINANCIAL STATEMENTS
April 30, 1995 (unaudited) (Continued)
- - --------------------------------------------------------------------------------
is reimbursed for out-of-pocket expenses incurred in connection with committee
or board meetings. For the six months ended April 30, 1995, the Portfolio
accrued $6,250 in directors' fees.
E. CUSTODY FEES. The Fund has retained Bessemer to serve as the Portfolio's
custodian. Bessemer is responsible for maintaining the books and records of the
Portfolio's securities and cash. For providing these services, Bessemer receives
from the Portfolio a fee accrued daily and paid monthly at an annual rate equal
to 0.20% of the average daily net assets of the Portfolio. For the six months
ended April 30, 1995, the Portfolio accrued $88,932 in custody fees.
3. CAPITAL STOCK. The Fund has authorized a total of 20 billion shares of common
stock (par value $0.001 per share) and is permitted to issue 4 billion of the
authorized shares in the Portfolio. Transactions in shares of capital stock were
as follows:
<TABLE>
<CAPTION>
FISCAL YEAR
SIX MONTHS ENDED ENDED
APRIL 30, 1995 OCTOBER 31, 1994
---------------- ----------------
<S> <C> <C>
Common stock sold............... 1,004,483 8,770,277
Reinvestment of dividends....... 78,231 --
Common stock redeemed........... (1,272,522) (276,180)
---------------- ----------------
Net increase (decrease)......... (189,808) 8,494,097
---------------- ----------------
---------------- ----------------
</TABLE>
4. PURCHASES AND SALES OF SECURITIES. For the six months ended April 30, 1995,
purchases and sales of investment securities other than short-term investments
aggregated $20,792,483 and $16,882,803, respectively.
23
<PAGE>
INVESTMENT ADVISOR:
Bessemer Trust Company, N.A.
630 Fifth Avenue
New York, New York 10111
(212) 708-9100
DISTRIBUTOR, ADMINISTRATOR, AND
SHAREHOLDER SERVICING AGENT:
Signature Broker-Dealer Services, Inc.
6 St. James Avenue
Boston, Massachusetts 02116
(617) 423-0800
SHAREHOLDER SERVICING AGENT:
Bessemer Trust Company, N.A.
630 Fifth Avenue
New York, New York 10111
(212) 708-9100
